Sanofi Terms of use

These Terms of Use (“Terms”) govern your conduct and terms under which you submit any user-generated content (“Content”) to Chattem, Inc. d/b/a Sanofi Consumer Healthcare and any affiliates of Chattem, Inc. (hereinafter and collectively, “Sanofi Consumer Healthcare”, “we” or “us”), including but not limited to audio and video and other content related to experiences with any Chattem products or marks. You may create and publish Content on a website owned and/or operated by Sanofi Consumer Healthcare, or on a third-party website (e.g. Facebook, Twitter), and that Content may be used by Sanofi Consumer Healthcare and/or our agents as described in these terms. When we refer to "Content," it includes any photographs, videos and/or other materials included in your content, as well as your name, likeness, image, statements, opinions, user name, social media handle, avatar (if applicable), or other identifier utilized by a website or social media platform. By indicating affirmative agreement to our request to share or use your Content, you understand and agree that you are subject to these terms.

By submitting any Content to Sanofi Consumer Healthcare, you guarantee that:

• You are the sole author and owner of the intellectual property rights in the Content;
• All "moral rights" that you may have in such Content have been voluntarily waived by you;
• All Content that you post is accurate;
• You are at least 18 years old and grant permission to use, reuse, publish and republish the Content, including any minors therein;
• You permit Sanofi Consumer Healthcare to use, reuse, publish and republish the Content.
• Use of the Content you supply does not violate these Terms of Use and will not cause injury to any person or entity.

You further agree that your Content does not include any content:

• That is known by you to be false, inaccurate or misleading;
• That infringes any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
• That violates any law, statute, ordinance or regulation (including, but not limited to, those governing, consumer protection, unfair competition, anti-discrimination or false advertising);
• That is, or may reasonably be considered to be, defamatory, libelous, hateful, racially or religiously biased or offensive, unlawfully threatening or unlawfully harassing to any individual, partnership or corporation;
• For which you were compensated or granted any consideration by any unapproved third party;
• That includes any information that references other websites, addresses, email addresses, contact information or phone numbers;
• That contains any computer viruses, worms or other potentially damaging computer programs or files.

You agree to indemnify and hold Sanofi Consumer Healthcare (and its officers, directors, agents, affiliates, joint ventures, employees and third-party service providers, including but not limited to Bazaarvoice, Inc.), harmless from all claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown including reasonable attorneys' fees, arising out of a breach of your representations and warranties set forth above, or your violation of any law or the rights of a third party.

For any content that you submit, you grant Sanofi Consumer Healthcare a perpetual, irrevocable, royalty-free, transferable right and license to use, copy, modify, delete in its entirety, adapt, publish, translate, create derivative works from and/or sell and/or distribute such content and/or incorporate such content into any form, medium or technology throughout the world without compensation to you.

All content that you submit may be used at Sanofi Consumer Healthcare’s sole discretion. Sanofi Consumer Healthcare reserves the right to change, condense, withhold publication, remove or delete any content on any Sanofi Consumer Healthcare websites, that Sanofi Consumer Healthcare deems, in its sole discretion, to violate the content guidelines or any other provision of these Terms of Use, or for any reason Sanofi Consumer Healthcare deems appropriate in its sole discretion. Sanofi Consumer Healthcare does not guarantee that you will have any recourse through Sanofi Consumer Healthcare to edit or delete any content you have submitted. You acknowledge that you, not Sanofi Consumer Healthcare, are responsible for the Content. None of the Content that you submit shall be subject to any obligation of confidence on the part of Sanofi Consumer Healthcare, its agents, affiliates, partners or third-party service providers and their respective directors, officers and employees.

RIGHTS

You waive any right to inspect or approve use of your Content. You agree that all right, title and interest in and to the finished product in which your Content may appear, including the copyrights therein, shall vest exclusively in Sanofi Consumer Healthcare. We have no obligation to utilize your Content and you agree that Sanofi Consumer Healthcare does not owe you any compensation, payment, or royalties in connection with your Content.

REPRESENTATIONS

You represent and warrant that (i) you own all rights in and to your Content and all elements and/or components thereof (including if other individuals, including minors, are identifiable in your Content, you have obtained their permission to grant this license); (ii) your Content complies with all applicable terms of use and/or standards of conduct on the website/platform posted; and (iii) Licensees' use of your Content as permitted herein will not violate any applicable laws or violate or infringe upon the rights of any third party, including without limitation any copyright, trademark, right of privacy/publicity or other personal or proprietary right or applicable standard of conduct. You further represent and warrant that any testimonials or statements contained in your Content are given by you voluntarily, are true and accurate, and reflect your honest opinions, findings, beliefs, experiences and sentiments. Finally, you represent that you are over the age of majority in your state of residence and can satisfy the obligations in these Terms.

ACKNOWLEDGEMENT AND RELEASE

You acknowledge that you bear responsibility for your Content, that your Content is public and not confidential, and that no Licensee will be liable for your Content. Therefore, you hereby agree to release, hold harmless and not assert any claim of any nature whatsoever against anyone relating to the exercise of the permissions granted pursuant to these Terms, including, but not limited to, any claim of copyright infringement, libel, slander, defamation, invasion of privacy or right of publicity or any other right, and you waive all claims against Sanofi Consumer Healthcare and Licensees and will indemnify them from any and all claims arising out of your breach or alleged breach of any of the above representations and/or warranties.

WAIVER AND SEVERABILITY

Even if we do not seek to enforce our rights under these Terms, these terms will remain effective unless we agree otherwise in writing. No single waiver will be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition.

If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, we agree that such provision will be eliminated or limited to the minimum extent possible so that the remaining provisions of these Terms remain in force.

CHOICE OF LAW; FORUM SELECTION

All matters or disputes relating to these Terms will be governed by and construed in accordance with the internal laws of the State of New Jersey, without giving effect to any choice or conflict of law provision or rule.

Any legal suit, action, or proceeding arising out of, or related to, these Terms will be instituted exclusively in the federal courts of the United States for the District of New Jersey or the courts of the State of New Jersey. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

CHANGES TO THE TERMS

We may revise and update these Terms from time to time in our sole discretion. All changes will become effective immediately upon publication.